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BYLAWS OF THE BIG
BOG
CITIZENS ADVISORY COMMITTEE
MISSION STATEMENT
“We will
work with the people of Minnesota to manage Big Bog State recreation
Area so that its significant natural, cultural, and scenic resources are
protected and enhanced for current and future generations while
providing diverse and unique educational and recreational opportunities
without negatively impacting park resources."
ARTICLE I NAME, PURPOSE
Section 1: The name of the
organization shall be the Big Bog Citizens Advisory Committee.
Hereinafter it shall be known as the Big Bog CAC.
Section 2: The Big Bog CAC is organized exclusively for
charitable, scientific and educational purposes, more specifically to
serve as the local community representatives to work with government
agencies or other entities to provide grass-roots input, direction and
guidance for planning and use of the Big Bog State Recreation Area, and
to make recommendations for disbursement of the Red Lake Bog Endowment
and Project Fund.
ARTICLE II - MEMBERSHIP
Section 1: Membership shall
consist of those persons, groups, or corporations who contribute to the
Big Bog CAC such fees for membership as are required by the Board of
Directors. Memberships shall be valid from the date of payment to the
same date next year. Memberships shall be voluntary.
Section 2: Voting Rights. Each member shall be entitled to one
vote on matters submitted to a vote of the members. No member shall be
entitled to vote at regular, special or annual meetings unless their
annual dues have been paid to the treasurer and their names inscribed on
the membership list in advance of any meeting (not at that meeting). No
voting by proxy shall be permitted at meetings of the membership.
ARTICLE III - ANNUAL MEETING
Section 1: Annual Meeting. The
date of the regular annual meeting shall be set by the Board of
Directors who shall also set the time and place.
Section 2: Special Meetings. Special meetings may be called by
the Chair or the Board of Directors.
Section 3: Notice. Notice of each meeting shall be given to each
voting member, by mail, not less than ten days before the meeting.
ARTICLE IV - BOARD OF DIRECTORS
Section 1: Board Role, Size,
Compensation. The Board is responsible for overall policy and direction
of the Big Bog CAC and delegates responsibility for day-to-day
operations to the Committee Chair, Officers, and sub-committees. The
Board shall have up to 10 and not fewer than 5 members. The board
receives no compensation other than reasonable expenses. The Executive
Committee will be selected from the Board, and consist of Chair,
Vice-Chair, Secretary, Treasurer, and 1 at-large Board member.
Section 2: Meetings. The Board shall meet at least annually, at
an agreed upon time and place.
Section 3: Board Elections. Election of new directors or election
of current directors to a second term will occur as the first item of
business at the annual meeting of the corporation. Directors will be
elected by a majority vote of the current membership.
Section 4: Terms. All Board members shall serve 2 year terms, but
are eligible for re-election.
Section 5: Quorum. A quorum must be attended by at least 51
percent of the Board members before business can be transacted or
motions made or passed.
Section 6: Notice. An official Board meeting requires that each
Board member have written notice two weeks in advance.
Section 7. Officers and Duties. There shall be five officers of
the Board consisting of a Chair, Vice Chair, Secretary and Treasurer.
Their duties are as follows:
The Chair shall convene regularly scheduled Board meetings, shall
preside or arrange for other members of the executive committee to
preside at each meeting in the following order: Vice-Chair, Secretary
and Treasurer.
The Vice-Chair will chair committees on special subjects as designated
by the board.
The Secretary shall be responsible for keeping records of Board actions,
including overseeing the taking of minutes at all board meetings,
sending out meeting announcements, distributing copies of minutes and
the agenda to each Board members, and assuring that corporate records
are maintained.
The Treasurer shall make a report at each Board meeting. Treasurer shall
chair the finance committee, assist in the preparation of the budget,
help develop fundraising plans, and make financial information available
to Board members and the public.
Section 8: Vacancies. When a vacancy on the Board exists,
nominations for new members may be received from present Board members
by the Secretary two weeks in advance of a Board meeting. These
nominations shall be sent out to Board members with the regular Board
meeting announcement, to be voted upon at the next Board meeting. These
vacancies will be filled only to the end of the particular Board
member's term.
Section 9: Resignation, Termination and Absences. Resignation
from the Board must be in writing and received by the Secretary. A Board
member shall be dropped for excess absences from the Board if s/he has
three unexcused absences from Board meetings in a year. A Board member
may be removed for other reasons by a three-fourths vote of the
remaining directors.
Section 10: Special Meetings. Special meetings of the Board shall
be called upon the request of the Chair or one-third of the Board.
Notices of special meetings shall be sent out by the Secretary to each
Board member postmarked two weeks in advance.
ARTICLE V - COMMITTEES
Section 1: The Board may create
committees as needed, such as fundraising, special projects, etc. The
Board Chair appoints all committee chairs.
Section 2: The five officers serve as the members of the
Executive Committee. Except for the power to amend the Articles of
Incorporation and Bylaws, the Executive Committee shall have all of the
powers and authority of the Board of Directors in the intervals between
meetings of the Board of Directors, subject to the direction and control
of the Board of Directors.
Section 3: Finance Committee. The Treasurer is chair of the
Finance Committee, which includes three other Board members. The Finance
Committee is responsible for developing and reviewing fiscal procedures,
a fundraising plan, and annual budget with staff and other Board
members. The Board must approve the budget, and all expenditures must be
within the budget. Any major change in the budget must be approved by
the Board or the Executive Committee. The fiscal year shall be the
calendar year. Annual reports are required to be submitted to the Board
showing income, expenditures and pending income. The financial records
of the organization are public information and shall be made available
to the membership, Board members and the public.
ARTICLE VI - AMENDMENTS
Section 1: These Bylaws may be
amended when necessary by a two-thirds majority of the Board of
Directors. Proposed amendments must be submitted to the Secretary to be
sent out with regular Board announcements.
Section 2: Limits. Under no circumstances shall the Board of
Directors have the power to change the bylaws of Big Bog CAC in any way
that would allow officers of Big Bog CAC to make a profit of any kind in
any event or operation of Big Bog CAC.
Section 3: The Board of Directors or their designated
sub-committee shall be empowered to represent the Advisory Committee and
will serve as the Fund Advisory Committee for the NW MN. Foundation
administered Big Bog State Recreation Area Endowment and Project Fund.
The undersigned secretary of the Big Bog Citizens Advisory committee
herby certifies that the foregoing bylaws were adopted as the complete
bylaws of this organization by the Board of Directors of the Big Bog
Citizens Advisory committee on this 1st day of February in the year
2001.
Collette Leonhardt Secretary, Big Bog CAC
David Leonhardt Chair, Big Bog CAC
David Leonhardt Director
Diane Mostad Director
Joseph C. Corcoran Director
Carole Nelson Director
Collette Leonhardt Director
John Jensen Director
Laura Stensing (Treasurer) Director
Paul Rundell Director
Diane Lehse Director
Jerry Stensing (Vice Chair) Director
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